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Governing and Directing: Are They Different?

Governance, October/November 2013 Issues 232/233

6 Pages Posted: 21 Jan 2014 Last revised: 4 Feb 2014

Peter Tunjic

Independent

Date Written: October 1, 2013

Abstract

"Public companies have become over governed and under directed because corporate governance regulation and education is designed to ensure the "correct" board structure, process and composition rather than ensure "imagination, creativity, or ethical behavior in guiding the destinies of corporate enterprises".

Governing and directing are distinct systems of thought and action in the boardroom. This paper argues that the value creation role of a company director is a form of leadership and proposes that it be described as "directorship". Corporate governance is contrasted with directorship through the lens of value creation and examines whether corporate governance is a form of managerialism.

Keywords: Corporate Governance, Directorship, Management, Leadership, DLMA Matrix

Suggested Citation

Tunjic, Peter, Governing and Directing: Are They Different? (October 1, 2013). Governance, October/November 2013 Issues 232/233 . Available at SSRN: https://ssrn.com/abstract=2382335

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